Captain Alexander
by burgstel
Summary: Xander gets a great deal on a famous marvel comic character from Ethan on that fateful Halloween night, with Xander and the world being changed forever.
1. Chapter 1  Getting a Costume

BUFFY THE VAMPIRE SLAYER (YET ANOTHER HALLOWEEN FIC)

A/N - Yes I know that's a lot of these kind of fan fictions on the internet already, but I thought that I might like to take a crack at it too! SO I'M JUMPING ON THE BANDWAGON BABY! ROFL

A/N 2 – I would like to credit the author Cyclone for his two fan fiction crossovers of BTVS and Captain America. It was these two fan fictions plus the impending release of a Captain America movie (2011) that inspired me to write this.

A/N 3 – Cyclone's fan fictions are quite good and I would recommend anyone who is a fan of BTVS or Captain America to read Shield first and then the sequel Red, White and Blue.

CHAPER ONE – GETTING A COSTUME

_Damn, that troll Snyder! HE must not have anything better to do than to make mine, the Buffster's and Wills' lives a living hell. And since we're already living upon a damned hell mouth, I already have enough trouble as it is in my life! It's enough to make me wonder whether or not the troll is actually a demon, instead of being a so-called human._

Xander mentally cursed as he was now forced to buy a costume, courtesy of the troll of a principal at Sunnydale High School. He found himself in a new costume shop by the name of Ethan's which had just opened recently in Sunnydale and most the kids at Sunnydale were raving about it.

_Okay most of the poorer kids in Sunnydale were raving about it. Those who could afford good costumes were all off at Party Town, like Cordellia and the rest of her sheep. But there's no way in HELL I could even afford to get in the door, let alone buy a costume from that place! Besides knowing Cordy, if I even get within 50 yards of that place, I would never hear the end of it. So better to let sleeping dogs lie and avoid shopping at the same place as Queen C._

Xander mentally continued as he continued to look around the shop for a nice costume that would somehow fit within his pitiful budget. He sighed, as he gazed upon many costumes that he would like, but even at a discount shop like Ethan's were still beyond the measly twenty dollars he had in his wallet.

He gazed upon various costumes that he wished he had enough for. A superman, green lantern and batman suits from DC comics were still available but were way too expensive for him. On the MARVEL side of the coin, there was an Iron Man suit, an Incredible Hulk outfit and even a Magneto costume. But considering he was living on the Hell Mouth, there was no way he would even consider dressing up as a powerful villain, despite that villain being one of the coolest characters in the MARVEL stable of comics. He kept pouring over the various costumes even as he couldn't help but over hear a part of the conversation between Buffy and his best bud, Willow.

"Are you sure? I mean, I don't really know what his type his is." Buffy asked Willow nervously as the pair of them was looking over a gorgeous 18th Century dress. Such a dress would have been likely worn by a noblewoman during that time period.

"I"ve known him less than a year and if you hadn't noticed, he isn't exactly the type to over share." The Slayer moaned as she continued to examine the dress in detail.

"But Buffy, I think it would look great on you! And wasn't Angel born in that time period too? You know before he became a vampire and evil and stuff." Willow replied as she babbled relentlessly as she had a habit to do so.

It was at that point that Xander decided to tune out. Hearing his girls talk about Deadboy and what his possible likes and dislikes were, was definitely a major turn off in his book. It was at that point Xander saw THE MARVEL costume. It was one of the major heroes within Marvel comics, but Xander was afraid it was well past his price range. This character was his and Jesse's favourite. They both got into arguments over who would be the best sidekick for him. Himself, Jesse or the annoying teenaged mascot wannabe, James Buchanan "Bucky" Barnes. Or at least they did before Jesse got killed and turned by a vampire.

It was Captain America's costume. Complete with tights, mask (or was that cowl?) and even had a pretty damned accurate replicate of the famous red, white and blue shield. But there was no way in hell he could afford such a fantastic costume as he sighed sadly.

"Can I help you there, young man?" Asked a British voice coming directly behind him. Startled out of his daydreams, Xander quickly spun around and exclaimed

"Arrrrrrrgh! Don't do that! You scared the crap out of me!"

" I apologise for the fright my young sir. My name is Ethan Rayne and I'm the owner of this establishment and I couldn't help but notice that you were taking a liking to this particular costume." The British store owner replied with a bit of a smirk.

"You know you shouldn't sneak up on people like that! Especially in this town!" Xander complained.

Ethan mentally smirked in response, as not only did he know that his old pal Ripper was in this town, this town was actually built on top of the hellmouth and was quite aware of the 'night life' activities and goings on that happened in Sunnydale.

"Again I must apologise. It won't happen again my good sir. Perhaps I could help you in some way? I believe I can help you with that particular costume if you like."

"Oh. Well thanks very much for the offer, but there's no way I could afford something like this I'm afraid. I'm kinda strapped for cash at the moment." Xander replied somewhat disheartened.

Ethan frowned somewhat as he heard the young man's downcast reply. Ethan had known the young man was a friend of jolly old Ripper and wanted to get him a costume that would make this Halloween a 'night to remember'. So Ethan had decided he would give this young lad a discount. Since the costume was plainly an American one, Ethan had no idea who the character was it had 'belonged' too. In hindsight, if Ethan had realised, he would have had second thoughts at enchanting this costume. Still, he had no idea and felt compelled to offer the young man a good deal.

"Nonsense, my boy! I'm sure we can come up with a deal that can suit both of us!" Ethan said as he tried to keep the evil smirk off his face, as he was only too aware such a smirk might tip the young man, the slayer and the red head off to his evil intentions.

"But it looks way too expensive and I only have twenty dollars…" Xander started to moan before he was interrupted by Ethan.

"Look son perhaps you don't really want to buy it. How about renting it for one night? Say for twenty dollars?" Ethan responded as he tried to get the young man to accept the deal.

"Really rent it for twenty dollars? What's the catch?" Xander asked as he started to get an inkling that something wasn't right at this shop.

"The only catch as you Americans would say, is too tell everyone where you got it. Small shops like mine depend on advertising as well as the word of mouth. What do you say young man?" Ethan responded as he soothed the suspicions of Ripper's young friend.

"Sure Mr Rayne! You've got a deal!" Xander responded as he realised he's got a sweet deal and would no longer get in trouble with the troll. His suspicions faded to the back of his mind as he was just too happy with the deal he got to really think the matter through properly.

"Please follow me to the register and I will ring you up." Ethan said even as he gestured for Xander to follow him to the store's counter.

"Sure."

While Xander followed Ethan to the counter with the newly rented Captain America costume, Buffy and Willow were still talking to one side of the store. Buffy had just decided on the noblewoman dress, while Willow being Willow had just picked up a classic ghost costume from one of the shelves.

"A Ghost costume Willow? Isn't that a bit plain?" Buffy sighed.

"But it's a time honoured classic!" Willow protested.

"Willow, can I give you a little piece of advice?" Buffy asked Willow.

"It's not spooky enough?" Willow replied somewhat hesitantly.

"It's just that well….you're never going to get noticed if you keep hiding. You just seem to be missing the whole point of Halloween." Buffy stated before sighing.

"Ummm lots of free candy and chocolate?" Willow asked.

Buffy sighed again as she started to get a little bit frustrated. She knew that Willow had a big crush on Xander. It was pretty obvious.

_Hell, it was pretty obvious to the entire school bar the one person that really mattered. I had really hoped that Xander would get over that silly crush he had on myself and really looked at what he could truly have with her best friend Willow. Boys could really be dense and dumb sometimes._

The slayer thought to her self, even as she began to counter Willow's last point.

"Willow, it's come as you aren't night on Halloween. It's the perfect chance for a girl to get sexy and wild with no repercussions."

"But Buffy! I don't get wild. Wild on me equals 'spaz'." Willow protested as she started to turn a bit red and begin to hyperventilate.

"I know you've got it in you, Will. You're just scared and lacking a little bit of confidence." Buffy replied as she tried to boost Willow's self confidence and self worth.

Xander had at that moment just taken the opportunity to walk over to the girls, with his newest acquisition packed neatly into two carry all bags. Willow noticed Xander coming over and seized her chance to change the subject.

"Hey Xander. What did you get?" She asked, even as Buffy began to pout as she realised what Willow was up to.

"It's a surprise Wills. Guess you and the Buffster just have to wait till Halloween. So Wills, have you picked out your ghost costume yet?" Xander asked innocently. In reply Willow held up the packet she had just taken from the shelves.

"That's my Wills! Always going for the classics." Xander remarked before Buffy butted in.

"Xander! Don't you think that Willow should try something else for a change?" The Slayer tried.

"Not going to happen, Buffster. Willow's gone as a ghost for Halloween the last five Halloweens in a row. Isn't that right Wills?" Xander asked with a cheesy grin on his face.

"You, betcha Mister!" Willow quickly agreed even while Buffy began to sigh quietly so neither of her two best friends could over hear.

"So Buffster, what did you get?" Xander asked even while Buffy began to hold up dress that he had overheard the girls talking about before.

"Too bulky, I prefer my woman in spandex!" Xander mocked complained even as both girls slapped him on the arms in mock anger.

"Xander!" both chorused in 5.1 stereo, even as Xander started to rub his arms.

"Was it something I said?"

Buffy was holding the dress up again when Ethan Rayne, the shop owner approaches the owner.

_Perfect! What chaos I could cause if I can get the Slayer to buy that dress! She would be nothing more than a helpless, screaming and totally witless 18__th__ Century noblewoman!_

Ethan smirked mentally to himself as he approached the slayer with a devilish glint in his eye and began to help Buffy with the noblewoman's dress.

"Please, let me." Ethan said as he offered his assistance.

"It's…" Buffy began before she was interrupted.

"Magnificent, I know. I bet you would look like a real princess in this dress." Ethan complimented the Slayer in the hopes he could talk her into buying it.

"I'm sorry but there's no way I could afford this." The slayer replied a bit sadly.

"Nonsense, my dear. I've already done a deal with your friend there." Ethan said as he pointed to Xander. "And there's no reason why I can't make a deal with you too."

"Really?" Buffed asked even while she was trying not to get her hopes up.

"Yes, really. I feel moved to make you an offer that you just can't refuse." Ethan replied as he led the Slayer to the register counter.

Willow quickly followed Buffy and Ethan towards the counter so that she could pay for her ghost costume, while Xander waited patiently by the door with his own 'purchases'. Soon, all purchases had been paid for and the trio quickly left the shop, not knowing what the fates as well as the Chaos Mage Ethan Rayne had in store for them.


	2. Chapter 2  Preparations

CHAPTER TWO – PREPARATIONS

The dark room within the run down industrial factory on the outskirts of Sunnydale is awash with blue light that emits from a bank of televisions lining one wall completely from left to right.

The master vampire known as Spike, one of the four vampires who formed the group known as the Scourge of Europe and one of his pitiful vampire minions who just happened to have been turned within the last year or so and specialized in modern media and technology, were watching as an image flickers to life on the numerous screens. It showed an image of a battle of the current Vampire Slayer known as Buffy Summers as she fought against some vampires in a common garden and pumpkin patch.

Spike watches the tape playing on the numerous screens with single minded concentration with a hint of borderline obsession going along with the ride. As Spike watched, the image of Buffy felled onto a pumpkin. As one of the vampire minions lunged forward and attacked, Buffy quickly got up, grabbed the pumpkin and then smashes the said vegetable into the minion's face.

"Impressive. Rewind that. I want to see it again." Spike commanded his minion. Spike paces about as his minion did as he was told. Spike then viewed the footage again.

"Okay, that is indeed impressive." Spike admitted, somewhat reluctantly. It was at this time that his insane sire and sear decided to put her two cents worth in.

"Spike, she's tricky. The baby likes to play." Drusilla stated. Spike ignores her comment at this time and orders his minion to play the whole footage again.

The video plays again. This time Spike points to the part where the Vampire Slayer breaks a basic human sign and stakes another vampire through the heart with the broken end of the post of the sign. Spike views the footage with an intense look upon his face. He hadn't realized it yet, but he had vamped out.

"See that? Where see stakes him with that thing? That's what you call **resourceful**_._" Spike pointed out to his minion. The said minion could only nod as he too saw the same footage as his master. This slayer was going to be tough to kill.

"Spiky…..Miss Edith needs her tea." Drusilla muttered dreamily, as the insane vampire drifted off into another one of her insane tangents. Spike shrugged his shoulders a bit before sighing. Drusilla had wondered in the room carrying one of her precious dolls with her. She had a pout and dreamy look upon her face as she walked up towards Spike.

Spike welcomes her - but his attention stays on the video of Buffy slaying the Vampire minions within the pumpkin patch.

"Come here, poodle." Spike says to his sire even as she wafts him. He then puts his arms around her.

"Do you love my insides? Even the parts you can't see?" Drusilla asks Spike.

"Eyeballs to entrails, my dear Drusilla. That's why I have to study this slayer."

"Why's that Spiky?"

"Well sweet once I know her, then I can kill her. And once the Slayer is dead, you can have your run of Sunnydale and get strong again my love." Spike replied even as Drusilla drifted off again, only this time the seer was getting another one of her visions.

"Spiky you don't need to worry. Ms Edith says that Every thing is switching. Outside to inside, to make her weak."

Spike had noticed Drusilla's funny look and had heard her cryptic words. Previously experience with his sire told him that Drusilla was having another one of her visions. It quickly got Spike's attention.

"Really love. Did my pet have a vision?"

"Do you know what I miss? Leeches." Drusilla mention at random as she went off on another one of her insane tangents.

"Come on talk to daddy. This thing, that makes the Slayer weak. When is it?" Spike said as he tried to coax more information out of the seer.

"Tomorrow."

"Tomorrow is Halloween my pet. Nothing happens on Halloween." Spike said in confusion.  
>" Someone's come to change it all. Someone, new. But we must beware of the captain because he will be cross if we try to hurt the slayer." Drusilla replied.<p>

"The captain? Who's the captain? Surely it can't be Peeches?" Spike asked with a groan as the mere though of his grand sire Angel made him sick.

"The captain is not daddy, Spiky. He is someone new and some one old and true. All covered in red, white and blue." Drusilla replied, even though she was mad, she really tried to convey the seriousness of this warning to Spike. But as usual Spike knew better and just ignored this cryptic warning, figuring there was no way any bloody America wanker would walk around in red, white and blue no matter how patriotic they were.

"No worries my love. I will take care of this captain whoever he is and then we can all have some crumpets and tea my sweet."

"Really Spiky? Truly and really?" Drusilla asked.

"I promised my sweet. I cross my non-bleeding, un-dead heart." Spike replied as he soothed his sire and lover.

While Spike was reviewing the footage of the Slayer fighting while simultaneously making preparations and soothing his paramour, Ethan Rayne was making preparations of his own in the back of his costume shop. Ethan Rayne was currently wearing a dark robe, inscribed with all manner of powerful, dark and magical runes. These runes would soon help in the casting of a particular spell he had in mind. One he had sincerely hoped would affect Ripper's young charges.

Ethan was currently inside the back store room of his shop, where no customer was permitted to see. In here he had already set up a alter to the roman god of Janus, the god of chaos and changer of ways and new beginnings. He had various candles upon the said alter and all around the back room, where he was currently in the process of lighting them all.

Most people wouldn't think too much of a simple act of lighting candles, but in this case the candles in question were BLACK candles. Candles normally associated with evil and the dark arts.

As the light of the candles began to spread, Ethan took in the view and saw that he now had the correct number of candles, both around the room and both on and around the alter, forming a circle of sort around said alter. Upon the alter was a marble bust of Janus. One side and a woman's face, her features were placid and beautiful while the other side had a man's face both hideous and permanently scarred in a stated of pure evil. Current the face of the woman was towards Ethan even as he knelt down and not only prayed towards Janus, but to cast his spell as well.

As part of his preparations for the spell, Ethan got a ceremonial knife, imbued with runes of dark magic through the mithrill blade of the knife. He put the blade to the palms of both hands and made a cut in both, offering his blood as part of a sacrifice needed to start powering the spell Ethan had intended to cast his Halloween night.

Ethan, once he pored a few drops of blood onto the alter and into the circle of black candles, knelt before the bust of Janus and began to pray to his chaos god.

"Oh Janus, the world that denies thee, thou doeth inhabit."

"The peace that ignores thee, thou doeth corrupth."

"Chaos. As ever, I am your faithful, degenerate son."

With the final act in casting the spell, Ethan dabs some blood from his bleeding palms onto his eyelids. He then crosses it on to his forehead. He begins to wait.

Ethan doesn't have to wait long before he is heard by his god. The bust of Janus begins to glow a dark, evil and bright green. It begins to glow a insane intensity that forces Ethan to look away for a moment. When the glow dies down, and Ethan has a chance to look back at the alter, the bust of Janus has the face of the evil and hideous male face looking towards him. And somewhere deep within his corrupted soul, Ethan knows that his prier had been heard.

"Well then old Ripper and his friends. Shall I say, let the chaos and games of mayhem now begin!" Ethan stated out loud. He then smirked an evil smirk and began to chuckle to himself.


	3. Chapter 3 Prelude to Chaos

CHAPTER THREE – PRELUDE TO CHAOS

Approximately two hours before Ethan Rayne cast his fateful spell in the back of his shop…

Buffy was standing in front of the mirror in her bedroom and was admiring the way she looked in the 18th Century Noblewoman's dress she had got at Ethan's at a discount price that even she couldn't believe.

_Well no use looking a gift horse in the mouth. Angel is going to flip when he sees me wearing this dress! I can't wait to see the look on his face when he first sees me!_

Buffy was quite excited that she may have finally found a way for Angel to notice her as a woman, and not just as the Vampire Slayer. She was also at that stage putting on a brunette wig, which she had managed to borrow from her mother. After all, she did tell Willow that Halloween was come as you weren't and wearing a brunette wig certainly made her look different from normal.

_I just hope Angel likes brunettes as well as blondes._ Buffy thought with a sigh, even as she continued to examine her looks for seen or even perceived flaws. With the brunette wig on, and her hair elegantly piled up she though she would look absolutely stunning for Angel when a call from Willow from the bathroom interrupted her thoughts.

"Where are you meeting Angel, Buffy?" Willow asked.

"Here. After our trick-or-treating. Mom's going to be out." Buffy responded even as she continued to examine her look for any flaws in her bedroom mirror.

"Does he know about the costume? Your dress, I mean?" Willow asked nervously even as she thought to enter Buffy's bedroom but remained in the bathroom as she was still nervous about her costume. Buffy turned to her bedroom door and said towards her friend whom she knew was in the bathroom and answered

"Nope. I was hoping to surprise him. Let's just call it a blast from the past." Buffy replied with a small smirk upon her face.

"You might as well come on out of the bathroom Willow! You can't stay in there all night!"

"Okay, but please Buffy don't laugh. I don't think I would be able to take it." Willow said a bit hesitantly as well as nervously.

Buffy turns around from the mirror when she hears Willow exit the Bathroom and enter into her bedroom. She stops dead at the sight of Willow at the bedroom door and takes in the sight before her. Total rocker babe, black halter top, leather mini skirt as well as black leather boots. Buffy thinks Willow looks drop dead gorgeous but Willow just feels uncomfortable.

"Wow Willow, you look great! Don't think it was a good idea to try on the costume I picked for you before you had a chance to go to Ethan's?" Buffy asked a shy looking Willow. Indeed, Buffy had known previously that Willow had always gone as a ghost during Halloween and had got this particular outfit ready a week ago. But Willow being Willow had insisted to go to Ethan's store just the same, and still bought a classic ghost outfit despite Buffy's best efforts to persuade her otherwise.

"Gee I don't know buffy." Willow started to stammer as she tried to head off back to the bathroom and get to her ghost costume, but Buffy had other ideas and managed to stop her.

"Will. You look really great! Like a dish! I mean, really….." Buffy trialled off as Willow interrupted.

"But Buffy, this isn't me."

"That's the point Willow! Halloween is the one night where everyone dresses up as something other than themselves! You know be you, but just NOT you!" Buffy answered even as Willow tried to come up with a response. She was struggling in vain, when she was literally saved by the bell, when the front door bell of Buffy's house rang. It was Xander.

"I guess that's Xander. Are you, ready?" Buffy asked her best female friend.

"." Willow replied with a smile, but if Buffy had bothered to notice, her eyes told another story. A deer caught in the headlights kind of story. Or in plain English, terror supreme.

"Cool! I can't wait to watch the boys go non-verbal when they see you." Buffy remarked as she went to answer the door.

While Buffy quickly ran down stairs to answer the door, Willow looked back at the Bathroom with second thoughts. She knew she couldn't get out of this costume now, but maybe there was a way to cover it up…..

Xander was at the front door of casa-de-slayer and was wondering if wearing the Captain America costume was a good idea after all. Sure, he was a comic geek and a major fan of the Captain himself, but was this really a way to impress the Buffster? Xander doubted it, as he knew that Buffy didn't read many comics, heck he doubted she had read a comic in her entire life. Still he was at Buffy's front door and there was no turning back now.

He was still waiting just a few moments and was getting nervous. Then Buffy opened the door so he decided to seize the day so to speak, and entered quickly. He quickly took a sneak peak at Buffy and was at awe at what he saw, even if he knew that she was dressing to impress Deadboy. He quickly said what first came to mind to break the silence.

"Lady Buffy! My Lady of Buffdom. The duchess of Buffonia. I completely renounce spandex!" Xander exclaimed though even after he said it, he realized he made a fool of himself as he was wearing Captain America's suit. AND that was made entirely out of SPANDEX. Oh the irony.

"Thank you, kind sir." Buffy replied as she did a small curtsy in her dress. "But wait until you see…" But she noticed that Xander wasn't looking at her anymore but at the top of the stairs. Buffy turned to look and noticed what Xander was seeing.

"…Casper." Buffy ended with a trace of disappointment. Willow was now covered in her 'classic' ghost costume. All that work Buffy had put into Willow's 'other' costume was now wasted.

"Oh, hi Xander." Willow greeted her long time crush as she waved even underneath her ghost sheet.

Xander looked up and knew Willow would be wearing that ghost costume.

_Good old Wills! Predictable as ever! She always goes for the classic ghost look. It's just a shame she doesn't have the confidence to go as anything else on Halloween._

Xander thought with a frown which had quickly disappeared, even as he replied

"Hey Willow! That's a nice boo you've got there!" He said and smiled as he noticed the 'boo' on the front of Willow's Ghost Sheet.

Buffy just looked at Willow, with a tinge of disappointment on her face. Willow saw this and began to hang her head. Buffy turned back to her Xander shaped friend and asked "Who are you supposed to be Xander?"

"Can't you tell, I'm the great and all American hero, Captain America!" Xander responded as he took up a heroic pose which caused both of the girls to giggle.

"Captain who?" Buffy asked confused as she had no idea about the comic book character.

"He's Captain America Buffy. In the comics, Captain America was the alter ego of Steve Rogers, who before he became a hero was very sick. He then took part in an experimental program and took a serum which helped him became a super solider to help the USA fight the Nazi's during World War 2." Willow explained."

"Way to go, Wills! I never knew you were a fan of Captain America!" Xander said cheerfully.

"Well not really but Jesse was. Of course you already knew this Xander." Willow said a little bit sadly.

"Yeah." Xander agreed.

"So what kind of super soldier was Captain America?" Buffy asked as she wanted to know a bit more about Xander's costume.

"Well Buffster, Captain America was a super soldier created by the secret government project called Operation Rebirth. This operation intended to create a soldier that was physically stronger, more adaptable, more skilled and more loyal to the country that any regular soldier could be. The scientist responsible for creating the super serum was a Dr. Joesf Reinstein. But that's all I know. If you like I can research more about the character if you want?"

"Oh, research!" Willow added a bit excitedly.

"Ah no thanks Xan. I think that's enough info. Captain America equals strong soldier boy. Got ya."

Buffy was about then to say a thing or two to Willow and ask a few more questions about why she would bother researching Captain America and Steve Rodgers before Xander interrupted the moment, for which Willow was grateful to her long time crush. It helped stopped them getting depressed again after thinking about the fate of their long time friend Jesse.

"Come on guys! Time's a wasting! We have to get to Sunnydale High before the troll has us all in detention for the next week!" Xander exclaimed as he led the way from Casa-de-Slayer, fully clad in the Captain America's costume, complete with the shield.

"Well guess we should go." Buffy said as she followed and Willow followed the Slayer meekly bringing up the rear.

As luck for have it, Xander, Willow and Buffy managed to get to the High school without too much trouble barring a minor incident between Xander and the High School bully and football team quarter back Larry. Xander managed to just shrug it off though, since it was Larry being Larry again and really Xander couldn't really be bothered at all. Since he had started helping Buffy with the slayage, he had fought and faced off against far more scary things than the local, dumb football jock. Their luck didn't remain good as they were soon greeted by the troll of the principal, Snyder.

"Buffy Summers, I see you're finally decided to grace us with your presence." Snyder sneered at Buffy and her friends, while holding a clipboard in his right hand. Snyder had a few children already gathered around him, dressed up as an assortment of demons, vampires, ghosts and witches.

"Here's your group, Summers. No, there's no need to talk to them. We don't want the future's youth to be corrupted by your influence. Just bring them back in one piece and I won't expel you." Snyder said as he continued on his power trip.

"But…." Buffy began but was interrupted by the troll.

"No buts, Summers. And no, talking. I trust I make myself clear?"

Buffy only nodded once in reply, as Snyder then went about organizing groups of children for both Xander and Willow to escort trick-or-treating on that night. Already Buffy could see Xander was starting to get to work as she heard him talk to his group of youngsters.

"Okay you young rascals, listen carefully! Here are some basic tips for sleazing extra candy! Remember that tears are the key. Tears will usually get you a double banger! You can also try the 'you missed me routine' but that's risky. Only go there for extra chocolate." Xander explained to the children who were listening with avid attention.

"I hope you all understood?" Xander asked even as all the children in his group nodded in the affirmative.

Buffy then noticed Willow was talking to her own group of children. Buffy was about to follow suit when a warning was growled out by the troll to get going and stop wasting time. Buffy quickly nodded in a fit of anger and quickly led the children on their way for trick-or-treating, followed by both Xander's and Willow's own groups.

_This is just great. I'm stuck babysitting a bunch of kids by the lousy troll of a principal who doesn't give a damn about us. Damn and here was I hoping I could impress Angel! Good thing we decided to meet up at Home afterwards! I just wish some large demon would get around to EATING the troll or something so we would no longer have to put up with him! Oh Well at least the night can't be any worse for us. _

Buffy thought angrily. But if she had been in frame of mind to rationalize what she just thought about the night couldn't possibly be any worse, she would have realized she had just jinxed them.


	4. Chapter 4 A Night of Chaos

CHAPTER FOUR – A NIGHT OF CHAOS

**Previously… **

Ethan, once he pored a few drops of blood onto the alter and into the circle of black candles, knelt before the bust of Janus and began to pray to his chaos god.

"Oh Janus, the world that denies thee, thou doeth inhabit."

"The peace that ignores thee, thou doeth corrupth."

"Chaos. As ever, I am your faithful, degenerate son."

With the final act in casting the spell, Ethan dabs some blood from his bleeding palms onto his eyelids. He then crosses it on to his forehead. He begins to wait. He noticed the glow of the bust and then exclaimed out loud in a evil and mischievous tone

"Well then old Ripper and friends. Shall I say, let the chaos and games of mayhem begin!" Ethan stated out loud. He then smirked an evil smirk and began to chuckle to himself.

"It's show time!" And with that, Ethan began to make further preparations especially for the arrival of his old pal Ripper as he knew that this incident would draw his former friend towards his doorstep.

**And now the story continues…**

It would now be ever remembered by the so called 'Scooby' gang as the night that Chaos came to the town of Sunnydale. Screams could be heard almost everywhere you went on the fateful night. Car alarms rang out in the distance as parked cars were damaged and trashed by the Chaos going on all around them. Panicked kids and their parents who were not wearing any of Ethan's enchanted costumes quickly ran for cover, as despite the so-called 'Sunnydale Syndrome' they realized that something was seriously wrong.

Xander was currently standing alone on the footpath. He was leading his group of kids when the spell took effect. He felt dizzy for a moment before it began to clear. All of a sudden he began to take on a posture that was ramrod straight, which positively screamed military. Xander looked around confused. By it was his body that looked around, not Xander himself as he had now been possessed by the soul and spirit of the famous Marvel comic character known as Captain America.

_Just what in the name of blazes is going on here? The last thing I remember is battling my arch nemesis and Nazi Agent known as the Red Skull and his Nazi goons in Castle Wolfenstein, trying to prevent Red Skull from developing a new biological weapon that the Nazi's intended to unleash upon the Allies._

_Now all of a sudden I'm in a small American town surrounded by what looks like a small hoard of miniature Demons and Ghouls that go bump in the night? Someone must really hate me!_

Captain America's thoughts were interrupted by a thin red headed girl who had come up to him in a slight panic, but was addressing him a weird name that the Captain had never heard of before.

"Xander!" Willow exclaimed as the Captain turned to this girl and quickly responded

"Sorry miss I'm afraid I don't know who or what a "Xander' is. My name is Captain America."

"Xander quit your joking please! This is a serious situation happening here! This is not the time to be fooling around!" Willow scolded.

"I'm sorry again but I don't know why you insist on calling me Xander, but I have no idea what you're talking about."

"But Xander it's me. It's Willow!"

"Sorry miss but again I have to say I do not know any Willow either!"

"Xander this is no time for jokes!"

"Sorry miss but I am not really joking." Captain America sighed at the antics of this girl.

"You really don't know me?"

"Sorry, but no. I highly recommend that we find somewhere safe or take some cover, as this place is a bit chaotic at the moment. Then I can work out what the hell is going on here."

Willow sighed as she realized something fishy was going on. She had dressed up as a ghost and now it appears she truly was a ghost. Xander dressed up as Captain America. Could it be now that Xander is that comic book hero? Or did he only think he was?

She then noticed that 'Xander' starting to head off, but Willow started to get in his way.

"No wait!" She pleaded even as 'Xander' walked straight through her. This in turn made Captain America pause in shock and truly think something strange was going on.

"What the? How did I manage to walk straight through you? Are you harmed at all?" Captain America asked in puzzlement and with a bit of concern.

"Look Captain. It's a bit hard to explain. I dressed up as a ghost tonight and now I guess I'm really a ghost. You are my best friend 'Xander' and he dressed up as Captain America and now I guess you really are Captain America." Willow explained.

"Are you sure lady, because that explanation sounds a bit nuts."

"Then how else did you manage to walk through me if I wasn't a ghost?" Willow challenged.

"I'm not sure." Captain America answered he as he frowned.

"But regards it's not safe here. We should find somewhere safe so we can do something about what's going on here." Captain America said as he was determined to find out what was going on and to put a end to this mess if possible.

Suddenly a little Vampire rushed out of some nearby bushes and prepared to attack them. Willow saw the Captain take a defensive stance even as he was prepared to launch his shield at the creature.

"No wait! That's only a little kid in that costume! Please don't kill him!" Willow cried out.

"Hmm a little kid you say? I suppose he changed just like us?"

"Yes!"

"Very well I will do my best do discourage the creature without hurting it too much."

With that reply the 'creature' attacked. But Captain America was easily able to dodge its blows and forced the creature back with a mild blow from his shield. This forced the 'Vampire' back at least five feet, even with Captain America trying not to hurt it. The 'Vampire' growled before running off to seek easier prey.

While Captain America was fighting off the 'Vampire', Willow noticed something or someone further down the street which had caught the red head's attention.

"Buffy!" Willow exclaimed of a sudden.

"I'm sorry?" Captain America asked as he turned to willow after the 'Vampire' had ran off.

Then he turned to see the said 'Buffy' stumbling down the street somewhat dazed and disoriented, wearing it appeared to be an 18th Century noblewoman's dress.

"Buffy is mine and Xander's friend Captain America! We have to help her!" Willow explained.

"Very well."

"Buffy! Are you alright?" Willow asked her friend in concern.

"What?" Buffy replied in confusion.

"Are you hurt?" Captain America asked the girl who looked a bit dazed to his keen senses.

"Are you hurt Buffy?" Willow asked as well.

"Buffy? Who's Buffy?" The girl who was Buffy asked in response to their questions.

"Oh no. I guess she's not Buffy!" Willow said, as she realized Buffy too was possessed by her costume.

"I take it this is your friend Buffy then." The captain stated.

"Yeah. But normally she's much more attentive and action oriented than this." Willow replied a bit sadly.

"What year is this? What is this place? And who is that funny looking man?" Buffy rambled off some quick questions to the strange people in front of her.

"We're friends Buffy." Willow responded.

"Friends of whom? And who is this Buffy you keep mentioning?" Buffy asked again in confusion.

"And how did I get here to this strange looking place?"

"Perhaps we should get somewhere safe first and then we can talk this over." Captain America stated as he realized that standing around in the open, on a night like this, was just bound to get them into trouble.

As Willow continued to ask and answer questions with Buffy (with Captain America starting to look around them warily), all three of them heard another roar. This time a real vampire had appeared, with a smaller demon by its side, which had once been a child trick-or-treating before Ethan's spell.

"This could be a situation." Captain America remarked as he assessed the threat of the newly arrived Vampire and the small demon, which he assumed could be another possessed child.

"Oh oh. Buffy what do we do now?" Willow asked as she turned nervously towards the Slayer. But the Slayer had been affected too and had become a true 18th Century Noblewoman, one who had been scared of her own shadow. And as a result of the Vampire's appearance (who just happened to be in his game face) and his roar, the noblewoman who had once been the Slayer a few hours before promptly fainted.

"I suggest we leave and find somewhere safe to go. It's getting too dangerous here." Captain America suggested even as he turned to pick up the fainted 'noblewoman' and carried her in a fireman's carry in one arm, while holding the shield in front of him to ward of the impending attack.

"You're not going anywhere, blood bags except the morgue!" Growled, the large vampire, even as Captain America got ready to defend Willow and Buffy.

"Is he some one who's possessed too?" The Captain asked.

"No. The small demon is probably a kid but the larger one is really a vampire. You can kill him if you want." Willow replied.

"Ha! This goofball, kill me? I don't think so!" The vampire retorted and the small demon beside him growled as they attacked.

Time seemed to slow down as the attackers launched themselves at the humans. Captain America truly didn't want to kill anyone but he realized he had no choice if he was to protect the civilians. And it was his job as a solider to protect them as well as to get them to safety.

"Take this, you foul being!" The Captain roared at the Vampire as he hurled his mighty shield like a sort of Frisbee or boomerang at the Vampire. The vampire only had time to blink, before he was neatly decapitated by the shield, before the said shield returned to Captain America's free hand. The small demon growled when he saw his friend turn to dust and quickly ran off before he too met a similar fate.

"What the? What happened to the body?" A curious Captain American turned to Willow and asked.

"Well all real Vampires turn to dust when they are killed. It's something to do with their demonic energies vaporizing their corpse when they die."

"I see." Captain America said, even if he truly didn't understand.

"Willow, is there a safe place where we can go to right now?" Captain America asked as he put his mind to getting the girls to a place of safety.

"Sure, we can go to Buffy's house. It's just down the road, not too far away from here and Buffy has a spare key on a chain around her neck so we can use that to get in."

"Very good, Willow. Lead the way to the house. It is better we get off the streets at the moment with all this chaos going on around us."

And with that, Willow led Captain America down the street towards the direction of Buffy's house, still carrying the Slayer in a fireman's carry, while all the time thinking of a way he could possible solve this strange situation. During his service with the US Army in the fight against the Nazi's he had been in many dangerous and hairy situations. But this might be possibly the strangest one he had ever been in.


	5. Chapter 5  Taking Shelter

A/N Many thanks to Chronusnox and his review and the fact that he spotted an error in my logic within chapter 4 in regards to the spare key. Hopefully this is fixed now :)

CHAPTER FIVE – TAKING SHELTER

Captain America, (while still fireman carrying the passed out Slayer) along with Willow managed to get to Buffy's house without further incident. There, Captain America took the spare key off Buffy and used the key to let them into the house. Once everyone was inside, Captain America managed to lock and chain the door behind them before he went towards the couch in the living room and gently place the Slayer onto the couch where she could recover.

"There we should be safe for now. Perhaps you could tell me a bit more about these Vampires of yours and why they are here?" Captain America turned to ask Willow once he had put the Slayer onto the couch.

"Well you see Vampires are really basic undead creatures that feed off the living blood of humans." Willow began nervously as she addressed the hero.

"Are they just like the myths like in every horror film or book like in Dracula? Do they have the same strengths and weaknesses?" Captain America asked.

"Well as you found out before with that shield of yours, decapitation works as well as a wooden stake through the heart, fire as well as exposure to sunlight?"

"What about Crosses, holy water and garlic?"

"Well crosses can repel Vampires and can also burn their skin if it comes into contact with them. Same with holy water, but garlic doesn't really work on the older vampires, but the newer ones (we call them fledglings) don't really like it." Willow explained.

"I see. And the reason for these vampires to be in a small, American town would be?"

"Well you see Sunnydale is actually built on a hell mouth."

"A Hell mouth? Is that as bad as what is sounds like?" Captain America asked even as he started to get a bad feeling about all this.

"Yes. A Hell mouth is a dimensional rift where creatures from Hell can enter our world."

"I see. Guess this place isn't really suited as a tourist attraction then." The Captain sighed.

"Unless you're from Hell, then no I guess." Willow responded.

"Well then I guess we're in the clear for the moment. We now need to come up with a plan that will solve this mess." Captain America stated, even as a violent pounding on the front door could be heard. It startled the group and the noise was loud enough to make the noble woman Buffy come too. Captain America heads for the door, closely followed by Willow and Buffy.

"Don't answer it! It could be another Vampire!" Willow said nervously.

"Or it could be another civilian in need. I'm not going to abandon any civilians if I can help it." Captain America replied.

"Or another mini-demon." Willow muttered underneath her breath. Even as Buffy asked "What's going on? Where are we?"

"Shhh, please." Willow told Buffy to be quiet, even as the pounding on the door ceased and it became quiet again. The group waited a few precious moments, while Captain America looked out of the small window in the door to peek outside to ascertain if there was indeed a civilian or another hostile out there.

Eventually the pounding started again and a demonic hand smashes through the window and tries to grab Captain America by the throat. Captain America manages to jump back in time to avoid getting grabbed. At the sight of this, Buffy screams and starts to cry in fear.

"Why couldn't she dress up as Miss Marvel?" Willow complains even as she watches Captain America force the demonic hand to retreat by smashing it with his shield.

"I guess you were right. That was no civilian." Captain America conceded.

"Affirmative." Was the only response Willow could come up with in reply.

Then all of a sudden a loud scream could be heard coming from outside, which made Captain America again look out the now busted window in the door. And what he saw was a civilian girl dressed in some kind of cat costume, being pursued by another kind of monster.

"Hmmm, it looks like we were both right after all Willow. Here comes a civilian can could clearly use my aid." Captain America replied even as he went into action by unlocking and opening the door and rushing outside to the girl's aid.

"Surely he does not mean to leave us in this wretched place." A scared Buffy now whimpered to Willow.

"Don't worry, he'll be back. I am sure of it." Willow tried to sooth the scared noblewoman but could see it didn't help that much.

"I don't know what we would do if he deserted us…" continued a scared Buffy even as Willow rolled her eyes.

"Whatever…*sigh*" Willow sighed as her got tired of putting up with this version of Buffy.

The scream that the group had heard belonged to one Cordelia Chase. She had being running the down the street, her costume torn with her hair a mess. There was several scratches on her face from her close shave previously from the Beast that was now several yards behind her, chasing her. Even now she noticed that the geek known as Xander was running towards her.

"Xander, there's something chasing me! We've got to get help!" Cordelia chase screamed towards Xander. Even as she continued to flee from the creature.

"Fear not young lady! I will ensure no harm comes to you." 'Xander' replied as he charged towards the beast, much to Cordelia's horror.

_Oh no! The dufus is going to fight the beast himself and is likely to get himself killed helping me! Where the hell is the Slayer Buffy when you need her? Honestly the Slayer is like a policeman. They are never around when you need them!_

Cordelia thought in horror as even as she watched the scene in front of her unfold. She prayed a little, hoping that somehow the adorable dufus who went to her aid would be alright.

"Young Lady! Quickly get inside of that house! You should be safe there!" 'Xander' shouted as he pointed to Buffy's house.

"Xander?" Cordelia said softly as he approached the beast.

"Just go! I'll handle this!"

But Cordelia found she couldn't move even as she watched the thing swipe a large paw at Xander, only for its claws to be blocked by the shield, with no noticeable damage to the shield itself. The beast roared in pain and swiped at Captain America again, only to be countered by the shield again, which again remain unscathed. The Beast charged the hero in anger, only to meet the strong fist of Captain America in reply. The beast moaned in pain as it was knocked off it's feet before deciding to retreat to find some other prey that wouldn't fight back.

"Xander?" Cordelia asked softly, both in relief and surprise at how the dork had managed to beat the creature. 'Xander' puts one hand on her right shoulder and replies

"Come inside. You'll be safe there. We shouldn't remain outside too long while events surrounding us remain this chaotic."

With that Captain America led Cordelia into the house of Buffy Summers who was promptly greeted by an excited and hyperventilating Willow Rosenberg even while Captain America closed and then locked the front door behind them. Curiously to Cordelia, Buffy was also there but something seemed to be off. The Slayer seemed to be too subdued somehow.

"Cordelia!"

"What's going on?" Cordelia asked Willow.

"Okay – your name is Cordelia, you're not a cat, you're in high school and we're your friends – well sort of."

"That's nice Willow. And you went mental when?" Queen C of Sunnydale sarcastically replied.

"You know us?" Willow asked in surprise.

"Yeah, lucky me. What's with the name game? And since when has Xander been Mr America - G.I. Joe?"

"Well it's complicated and a lot is going on." Willow answered with a sigh.

"No kidding. I was just attacked by Jo Jo the dog faced boy. Have a look at my costume! Do you think Party Town's going give me my deposit back? Not very likely!"

"Well we should be safe here now that the beast has gone. Now all we have to do is work out what's going on and how to fix it." Captain America said as he turned to talk to the girls.

"Okay I have an idea. You three stay here while I get help. If something else tries to get in, just fight it off." Willow stated to the group.

"It's not our place to fight. Surely some more men will come and protect us?" A frightened Buffy said.

"What's that riff?" An incredulous Cordelia asked in confusion.

"Are you sure that's wise?" A concerned Captain America asked in the meantime.

"Perhaps I should go in your stead?" The captain suggested.

"No I'm afraid not. You're going to be needed here to look after Buffy and Cordelia. And if you hadn't noticed before, I can't really be hurt about now."

"Hmm I get your point but still please be careful."

"And Cordelia it's sort of Amnesia, okay? Xander and Buffy don't know who they are at the moment. Please sit tight here." Willow starts to take off even while Cordelia remarks

"Who died and made her boss?"

"I believe she did." Captain America pointed out towards Willow as she actually passes through the front door, without the actual need to be opening it first. This sight was again too much for the frightened Buffy, causing her to faint again. Captain America caught her before she could fall onto the floor and carried her over to the couch again.

Meanwhile outside in the town of Sunnydale, the Master Vampire known as Spike had decided to take a stroll along the streets despite another warning from his insane sire and seer Drusilla to be aware and avoid the so-called captain.

_Captain? Who the hell is the Captain? And what kind of loony would walk around wearing nothing but red, white and blue clothes? Some kind of hero or something? Bah! The only hero here in Sunnydale is the Slayer, and by the time this night is out, she's going to be pretty DEAD if I have anything to do about it._ Spike thought to himself as he continued to walk the streets.

As he walked, he had noticed all the chaos going around him, all the small kinds of demons and other creatures that were causing trouble and mayhem tonight in the town.

"Well, this is just…..neat." An amused Spike said to himself as he observed the chaos even as a couple of smaller demons ran past Spike and started trashing the windows of nearby parked cars on the side of the road.

Even while Spike decided to round up some of the smaller 'demons' and gathered a few regular vampires as minions, the group of humans back at the residence of Buffy Summers was quickly making some preparations. Captain America had put the dining room table against the front window, hoping it might stop creatures getting in through there. He then went to check all the smaller windows, to ensure that they were all locked. The noblewoman Buffy follows him around the house, not wanting to be alone during this dark time in her life.

"Surely there's somewhere we can go? Some safe haven?" Buffy whined.

"The lady said for us to stay put." Captain America answered before turning to Cordelia and saying to the other girl in the house

"You should go upstairs and check the other windows. Just to make sure they're all locked too."

Cordelia complied while Buffy turned back to Xander, genuinely confused and asked

"You would take orders from a woman? Are you feeble in some way?"

"Lady, in the army we have a saying. It is about needing the proper Intel before taking the decisive action in fighting the enemy. Now it seems that young lady who had left knows more about this town and what is going on that I do. That makes her the perfect choice to do the recon."

"Whatever, you say. What kind of military man are you? If you are in the army, what kind of uniform is that you are wearing anyways?" Buffy asked.

"Lady, that's a long and complicated story." Captain America began as he was interrupted by another Male voice, one which he didn't recognize at all. A voice, that was coming from the direction of the kitchen doorway.

"Man, am I glad to see you guys here. It's total chaos out there." Angel said as he made his presence known to the group.

"Who are you?" Both Buffy and Captain America asked, even as the Captain raised his shield in preparation for a fight. The captain took notice of this new man and began to get his suspicions roused. He was pale, possibly too pale to be healthy. Then he saw it, as Angel passed the mirror on the wall of the living room, Captain America noticed that the man had no reflection.

_What the? This man has no reflection? And he's quite pale too. A normal human that pale would be lying in hospital gravely sick. That or possibly in the morgue! And if what I remember about the vampire myths and reflections is true….._

With that Captain America decided not to take chances, and decided to kill this so called man and threw his shield at this 'Angel'. Even as Angel was telling them his name, Captain America decided he could not allow this creature to harm the women under his protection. Even as the shield was thrown, Angel's eyes blinked in surprise but thanks to him being a 250 year old Master Vampire, his reflexes were up to the challenge and he managed to duck the shield, even as it lodged into the living room wall behind him.

"Xander? I know you've never liked me, but what the hell?" Angel replied angrily.

"Stay away from the women Angel! I won't let you hurt them." 'Xander' said in a tone that warned Angel that something was wrong with the boy.

"Cordy? What's wrong with the boy?" Angel asked as he turned towards Cordelia who had came back down stairs to check out what the fuss was all about.

"He's not himself Angel. Both Xander and Buffy have some kind of Amnesia or something. That's what Willow said." Cordelia answered the puzzled souled vampire.

"I see." The vampire replied even as he truly didn't understand. But he made a vow that he would protect the group, even Xander.

"Look I mean you no harm." Angel gestured as he held his hands up in a universal gesture of peace.

"And why should I believe you?" A suspicious Captain America asked.

"He's a friend, Xander. If you don't believe him, believe me please." Cordelia managed to say before Angel could reply.

"Are you sure about this miss? And for your information the name is not Xander, it's Captain America." Captain America asked Cordelia even as he kept a wary eye upon the vampire. Both Angel and Cordelia raised their eyebrows at this reply.

"Yes I vouch for him. He is one of Buffy's friends."

"Very well. I will accept the word of this young lady. But should you try to harm the women here, I shall kill you." Captain America said even as he narrowed his eyes at the vampire.

"Agreed." Angel was quick to response nervously. Something was off about the boy, something that just screamed danger to his senses. He always knew that the boy could be a threat to himself and others of his kind. He had never underestimated him even though the rest of the Scoobies tended to do so most of the time. But something in his gut was telling him that this 'Xander' or Captain America as he called himself now, would be even more dangerous. All Angel could do was hope and wait for the madness of this night to die down and hope that things returned back to normal.


	6. Chapter 6  Back Into the Night

CHAPTER SIX – BACK INTO THE NIGHT

While the chaos continued outside in the town of Sunnydale and the 'Scoobies' managed to come up with a coarse of action, Rupert Giles was working on the book catalog in the Sunnydale High School library, oblivious to the chaos and machinations of Ethan Rayne that was happening outside.

He was starting to cross reference some of the over due library books that had only just been returned and was working towards putting them back in their proper places on the library book shelves.

_Bloody American teenagers, now days! They really don't have the appreciation for a good book. Most are now into silly things they call video games or are stuck on their infernal machines surfing the so called 'web'. *Sigh* in my day, nothing could compare to a well written novel._

Rupert Giles grumbled to himself as he continued to work, when he heard something off in the distance that sort of reminded him of a growl. He paused at what he was doing, before he headed off towards the library door. And was startled and very much surprised when Willow came _Literally_ through the doors in question.

"Good Lord!" Rupert remarked as he took off his glasses and started to clean them, even while the catalog cards that he was holding was promptly dropped onto the floor in his surprise.

"Giles! We have a big problem!" Willow exclaimed excited as she began to hyperventilate.

"Willow, please could you calm down and explain to me what the problem is." Giles replied.

Willow then promptly gave Giles a run down of the night's events, with her friends suddenly not remembering who they were, with small children suddenly becoming the creatures, demons and vampires which they dressed as, right up to the chaos and conflict that had come to the town.

About half an hour later, both Giles and Willow were sitting at the library table which was now covered in books and other reference materials that specialized in the occult and magic.

"I don't even know what to look for. Plus it's hard for me to research when I can't actually turn pages by myself." Willow sighed in frustration.

"Right then, let's review. At Sundown everyone became their costumes, whatever they were masquerading as at the time." Giles began to recap.

"Right. Xander became a comic book character known as Captain America. Buffy was an 18th century noblewoman. An annoying one, at that." Willow grumbled that last bit of her statement to herself with a bit of a huff.

"I see. And your costume?" Rupert asked even as he stared at the girl and started to worry about what Willow dressed up as.

"I'm a ghost."

"But a ghost, of **what** exactly?" Giles asked.

Willow looked a bit embarrassed about what Giles must be possibly thinking before she answered the Watcher and High school librarian.

"Just a ghost Giles, besides this is nothing. You should have seen what Cordelia was wearing."

"I shudder at the thought of that young Willow." Giles replied with a small trace of a smile, even while Willow continued.

"It was a unitard. Like a little cat costume. With proper ears and whiskers and stuff."

"Good Heavens! I take it Miss Chase turned into an actual feline?"

Willow took a moment to pause before answering, suddenly realizing what was wrong.

"No. She was still just the same old Cordelia Chase, just in a cat costume."

"Then she didn't change." Giles stated.

"No. Hold on let me think…..Party Town. She told us she got her outfit in that expensive costume shop called Party Town."

"And everybody who changed, where did they acquire their costumes from if it wasn't from this Party Town?" Giles asked with a bit of urgency.

"We all got ours at this new discount shop called Ethan's." Willow answered. And it was at this point, both of them realized who was responsible for the night's events. Although in Rupert Giles' case, he knew who EXACTLY was behind it all.

Rupert Giles immediately when to get his jacket and started to leave the library. Willow noticed this and started to follow when Rupert held up his one hand and gestured for her to stop.

"Now Willow, I know who exactly is behind this madness and I'm going to sort this mess out. If you could please wait here where it is safe…" But Willow interrupted before the Watcher could finish.

"But, Giles! I want to help you. And I'm all ghostly and everything here. I don't think I can be hurt at the moment." Willow started to say, as she really wanted to help.

"Well it goes against my better judgement, but perhaps you can start by leading the way to Ethan's shop." Giles answered even while he pinched the bridge of his nose.

"Sure thing, Giles." Willow said as the pair of them then left the library to put an end to Ethan's scheme of madness.

Meanwhile back at the residence of Buffy Summers, Angel was trying to get the low down of the situation and why Buffy and to a lesser extent Xander, didn't really recognize him.

"Okay, does somebody want to fill me in? And why Xander has become gun ho all of a sudden?" Angel asked.

"Do you live here?" Captain America asked even while he still remained wary of the Vampire in case he still posed a threat to the civilians in the room.

"No! You know that. Buffy…"Angel trailed off but began again "I'm lost here. You…(suddenly noticing the girl's hair) What's up with your hair?"

It was at this point Cordy got tired of the game of twenty questions and interrupted Angel.

"Angel, they really don't know who they are at the moment. Everyone outside has become a monster, it's a whole big thing going on. How are you?" She asked.

Suddenly there was a great pounding again coming from the front door, which startled and frightened the noblewoman Buffy. She shrieked and screamed in fear even as she latched onto Cordelia.

"Hey do you mind?" Cordelia snarked.

While the pounding continued to get louder, Captain America knew the house was being attacked again by some of the creatures that they managed to fight off before. Instinctively, due to his years of training and experience, Captain America took charge, even as he turned to Angel he said.

"I might end up regretting this, but I believe we are under attack. Please take the princess here and look after her. And remember Angel, you hurt just a single hair on her head and you answer to me." Captain America warned Angel.

"Agreed. I shall guard her with my life." Angel quickly agreed, as he started to realize that crossing this Captain America would spell a lot of trouble that he just really didn't need right now.

"Cat woman, you're with me!"

Cordelia hands over Buffy to Angel and quickly follows Captain America back towards the front door where the pounding was coming from.

"But, I don't want to go with you – I like the funny looking man with the huge shield." Buffy whined towards Angel.

"Come on." Angel replied as he led her towards the kitchen.

"Do you have a shield too?" Buffy asked even as the pair entered the kitchen.

_Damn, why did Buffy have to dress up as an annoying 18__th__ century noblewoman? I always did despise their kind. The only good thing about them was they were defenseless when one was out and about looking for a quick and easy meal._ Angel thought to him self, even as he began to feel guilty about preying on the noblewomen of that particular time period.

However, when the pair got to the Kitchen, they noticed that the kitchen door that lead to the outside was wide open.

"What the hell? I didn't leave that door wide open." Angel remarked as he looked around warily, in case of an attack. He moved closer towards the door, expecting an attack any minute, while Buffy behind him looked even more frightened and scared even as she backed up towards the door that led down to the house cellar. Silently, the door opens behind her and a full sized Demon starts moving from the shadows towards the helpless Buffy.

Angel shuts the door in disgust and turns back to Buffy, to notice the danger that she was in just in time.

"Buffy! Look out!" Angel shouted out his warning, even as Buffy spins around towards the threat heading her way. She actually does something useful, acting much on instinct than rational thought as she quickly grabs the door and slams it into the face of the Demon.

The demon growled out in a bit of pain, but is much more powerful than the noblewoman. It flings the door wide, sending Buffy sprawling backwards on the Kitchen floor. But Buffy's actions had brought her self some time and had allowed Angel to reach them in time, even as he launched a diving tackle upon the demon, taking them both down to the floor.

Buffy quickly gets up and backs away from where Angel was wrestling with the Demon on the kitchen floor. She quickly notices a large kitchen knife laying on the counter and quickly picks it up to use as a weapon. Angel quickly notices Buffy holding the large knife, while he continued to grapple with the Demon. He looks at the noblewoman and quickly shouts towards her

"Buffy, the knife!"

"What?" Buffy asked in confusion.

"Give me the knife!" Angel pleaded before he copped a powerful left fist from the Demon which actually managed to cause Angel to vamp out into his game face. Buffy took one look at his ridged forehead, yellow eyes and large fangs before screaming. She drops the knife on the floor and quickly runs out the back door.

"Buffy, No!" Angel cries out in despair. It was at this time the Demon takes a moment to throw Angel off, coming around on top of him. Angel and the Demon continued to fight and wrestle in the kitchen with neither gaining the upper hand. Both had managed to gain their feet in the ensuring struggle and circled around each other warily. Both were starting to breathe heavily, as the fight had gone on for several minutes and Angel was starting to get worried about Buffy.

_Damn, while I'm held up here trying to fight off this damned Demon, who knows what trouble Buffy could be getting into. She's helpless right now, and it doesn't look like she even has her Slayer powers at the moment! Damn this, if only I could find a quick way to finish this Demon off._ Angel thoughts trailed off as he saw something coming into the kitchen at a blinding speed.

It was at this time that he saw a shield came out of nowhere and it quickly decapitated the Demon, quickly rendering the Demon's body to a green pile of ooze on the kitchen floor.

"Don't expect me to save your sorry ass again Angel. Now where the hell has Buffy gone?" A clearly annoyed Captain America asked as he entered the kitchen, followed by Cordelia.

"Outside." Angel could only reply quietly in response even as he pointed to the open kitchen door.

"Remind me to have a word or two to you after all this is over, Angel." Captain America growled as he charged outside to follow where Buffy had gone in her frightened state. Angel began to swallow a small lump of fear in the back of his throat and quickly followed after Captain America, hoping desperately that they can get to Buffy in time. Cordelia quickly followed, not liking to be left alone on a night like this.


	7. Chapter 7 Confrontations

CHAPTER SEVEN – CONFRONTATIONS

Xander in the guise of Captain America, Cordy and the now human looking Angel rushed out of the Summers' residence and began their search of the town for the wayward Slayer. They had been only searching for a few minutes but the group started to feel a bit more desperate as they realized that the Slayer would be helpless until the spell wore off.

"You are certain that she came this way?" Captain America asked even as he started to fight off feelings of frustration and anger at the Vampire letting the lady run away from him.

"No." Was Angel's only response.

"She'll be okay. She is the Slayer after all." Cordy said as she tried to lift the spirits of the group.

"Buffy would be okay. Whoever she is now, she's completely helpless." Angel answered.

"Then what are we standing around here for? Come on, let's find her." Captain America said as he led the charge further down the street, not noticing that someone or something was lurking in the nearby shadows and had heard their conversation completely. This being understandable as their concerns over Buffy and their concentration on the matter at hand really had them focused on the Slayer.

This lurker was surrounded by a few of the smaller 'child' demons as well as a couple of regular vampire fledglings that had been recruited by the older vampire for the said purpose of killing the Slayer.

"Did you hear that, my friends? Somewhere out here is the tenderest meat that you are ever likely to ever taste. And all we have to do is find this little lost lamb before Peeches and his human lap dogs do." Spike told the group of smaller demons and his minions while he was grinning, an evil and sinister grin.

"Let's go my friends! We've got a date with a Slayer!" Spike joked evilly as he led his group of demons through the town in the hunt for a helpless Buffy.

While Buffy's friends were trying to find her, and Spike and his crowd were trying to hunt her, Buffy was alone, scared and frightened as she continued to walk around this strange town. She was completely lost, alone and terrified. Her stockings were now ripped in places, her dress was muddy and torn in places and she was beginning to get blisters from her shoes. And her situation got worse, as she had just run into Larry, whom had dressed as a pirate for the evening.

"Garrrrrrahhhh! Pretty, pretty my young lass! Now what is a pretty thing doing here all by her self?" Larry the pirate asked, even as he smiled a lascivious, black tooth grin.

"Please my good sir, let me pass." A nervous Buffy asked the pirate, even as the pirate fingered his cutlass that was hanging upon his belt.

"Grrrrrrrahhhh! No can do lassie! I like what I see, and I'm not letting the likes of you go!" Larry replied as he grabbed Buffy.

"No! Let me go! How dare you!" Buffy replied as she struggled to get away but the pirate was too strong for her.

"Please, let me go. My father will pay you a handsome reward if you do." The noblewoman pleaded with the pirate.

"Grrrrrrrrraaahhhhh! Do you really think I'm stupid to fall for a trick like that? I think I'll just take my reward right now!"

The pirate grinned as he responded even as he then tried to a force a kiss upon the noblewoman Buffy, even while she struggled against the filthy pirate with all her might.

Meanwhile Willow had led Rupert Giles to the entrance of Ethan Rayne's shop. They were surprised that the front door was left unlocked, even as the pair of them entered into the premises. The shop was dark, apart from all the various candles around the place which had been lit. Rupert took a moment and noticed that they were BLACK candles.

_That idiot Ethan Rayne is definitely behind the chaos tonight. And by the looks of it my fellow Briton has cast a spell of the dark arts._ _I just hope we can put an end to this madness before any one truly gets hurt._

Rupert Giles was continuing to think and examine the shop, when Willow had noticed a small back room, inside there was the alter that Ethan had prayed to previously in order for him to cast the magic spell that changed people into their costumes for that night.

"Giles, come in here and have a look at this!" Willow replied even as Giles came into the back room, where he instantly noticed the bust of Janus.

"Giles, what is it?" Willow asked.

"That bust is of Janus. Janus is a roman mystical god."

"But what does it mean?"

"Primarily it represents the division of self. Of light and dark – " Giles was about to continue on before he was interrupted by a voice behind them that was all too familiar.

"Chunky and creamy. Oh, I'm sorry. That's peanut butter." Ethan joked as he smirked towards his old friend Ripper.

"Willow, get out of here. Now." Giles ordered.

"But Giles?" Willow protested before she was cut off by Giles.

"Now Willow." Giles said in a tone that told Willow that Giles meant business. Willow quickly bolts out of the shop, even while Giles greets his old friend.

"Hello, Ethan."

"Hello, Ripper." Ethan replied with an evil grin.

While back in the industrial area, the noblewoman had managed to stomp on the foot of Larry the pirate and was momentarily able to get out of the clutches of the pirate. She was about to run away, when she promptly managed to trip over the ends of her dress. She started to crawl away, even as Larry the pirate had recovered and began to stalk the noblewoman.

"You'll pay for that lassie! Grrrrrrrrrr!" Larry the pirate growled out loud to Buffy. Larry got closer to Buffy as was grinning as he leered over her, when all of a sudden the tables were turned on the pirate.

As luck would have it at this time, Captain America, Cordy and Angel were in the nearby area still searching for their wayward friend. Both Angel and Captain America had enhanced senses. Angel thanks to his vampire state and Captain America thanks to the super serum that had made him into a super soldier. While they continued down the street, the pair of them had overheard the shouts of protest and fear coming nearby, and both had recognized the voice. Captain America charged off before even the vampire could act, as he knew that one of the civilians under his protection was now in trouble.

Captain America came out of nowhere and crash tackled the pirate and both going to the ground, even while the noblewoman started to scramble away to put some distance between herself and the pirate.

"You unhand that lady you vermin!" Captain America taunted the pirate even as he slugged the pirate with a powerful right fist, which knocked the pirate out cold. Captain America, even though he had no reason to, found that punching out the pirate was somewhat satisfying somehow.

"Are you okay?" Captain America asked Buffy as he got to his feet and offered the noblewoman a hand to get up as well.

"Thank you, kind sir for saving my virtue, from that filthy beast!" A grateful Buffy thanked the Captain with a small curtsey.

It was at this point both Cordelia and Angel had managed to catch up with the Captain who had charged off before either of them could act. When they did catch up, they managed to see that Buffy was okay, Captain America was trying to comfort her and that there was someone who was dressed up as a pirate, lying knocked out on the ground.

"Buffy! Are you okay?" Cordelia asked, even while Buffy threw herself into Cordelia's arms for a comforting hug, much to the shock and surprise of Cordelia. It was then Buffy noticed Angel and began to scream in fear, even while she gripped Cordelia a bit tighter.

"Hey! What's your mental problem? Chill!" Cordelia said in a bit of anger at Buffy.

"He's…..he's a vampire!" Buffy said even as she pointed towards Angel. Cordelia rolled her eyes thinking that this version of Buffy was a real ditz before replying

"It's okay Buffy. Angel is a good vampire. He would never hurt you."

"And if he did, he would answer to me!" Captain America interrupted in a strong and powerful voice, which once again caused Angel to swallow a small lump of fear in the back of his throat.

"He – really is….?" A confused Buffy asked.

"Absolutely. He is our friend." Cordelia answered a timid Buffy. The noblewoman turned to Angel and asked the vampire with the soul.

"You really don't mean me any harm?"

"I promise Buffy! I would rather die than let anything hurt you." Angel responded even while he glanced a look at Captain America nervously, who had just narrowed his eyes in suspicion, back at the vampire.

_And even if I let some harm come to Buffy, there's no way I want to face this so called Captain America. His looks towards me promise a world of pain and misery if I do so. And from what I've seen tonight, he definitely looks like a man who has made a habit of keeping his promises. And man, talking about looks that could kill! This Captain America could even give the old Master a run for his money!_

Angel thought even as he tried to reassure the noblewoman with non threatening body language and gestures even while he knew he was under the intense scrutiny of Captain America. It was at this point the group reunion was interrupted by the arrival of Willow, who looked a bit flushed in the face and a bit breathless, even if she was a ghost.

"Guys!" She called out to them in part excitement and part in fear.

"Willow! What's going on? And where's Giles?" Both Angel and Cordelia asked at the same time.

"Giles is currently trying to reverse the spell. But that's not important now. We have to get inside!"

"Why? Is something wrong Willow?" Captain America asked even as he was getting a strong feeling that something was wrong and that they were all in danger.

All Willow did in response to the Captain's question was to point further down the street, where the group all saw at once, was a vamped out Spike leading a small group of 'child' demons and a few regular vampire minions.

"Spike." Angel growled.

"Friend of yours?" Captain America asked the vampire sarcastically, even as he began to raise his shield.

"No." Angel replied somewhat calmly, despite the situation the group found themselves in.

"Guys, quick! This way!" Willow shouted out as she noticed a warehouse that they could possibly take refuge in.

"Very well. I will hold off these creatures, while you guys make your escape." Captain America stated as he turned towards the enemies approaching.

"Xander…..but you can't!" Willow protested even as she stood in front of the brave Captain.

"Miss, please I'm …."

"Look I know you think that you are Captain America at the moment. But these guys are too tough for you to fight alone." Willow explained.

"She's right you know. Vampires are stronger than normal humans." Angel replied somewhat reluctantly. He didn't get on with the boy, but if he let Spike kill Xander, then Buffy would be pissed at him. That was something the vampire with the soul didn't want.

"Very well, then. I assume that the warehouse further down the street is where you want to go? Perhaps, for us to take refuge there?" Captain America asked even as Willow nodded.

"Ladies…we're moving out!" Captain America said even as the group bolted towards what was perceived to be a place of safety from Spike and his minions. Captain America noticed that the noble woman was having trouble keeping up with them due to her dress, so he scooped her up and carried her in yet another fireman's carry as he continued to run.

"Well, well, well! Look at the do-gooders run! After them!" Spiked yelled at his minions as he noticed that the heroes had noticed them approach before turning tail and running away. The small demons and the regular vampire minions all growled out in anticipation of the kills soon to come and started to chase after the humans.

"Just remember, kill the others if you want, but leave me the slayer in the noblewoman's dress!" Spiked ordered as he and his minions ran after them in hot pursuit.


	8. Chapter 8 End Game

A/N Warning some mild to medium physical violence in this chapter where Ripper confronts Ethan. If you are squeamish i suggest you don't read it.

A/N 2 Yes I know Willow should go back into her body once the spell ends and not be in the warehouse, but frankly that is BORING to write so i didn't LOL - just chalk it up to a VERY convenient plot hole folks! :)

CHAPTER EIGHT – END GAME

Ethan Rayne and his old friend Rupert "Ripper" Giles squared off against each other in the small back room of Ethan's costume shop. Ethan's manner seemed to be light at first glance, but underneath he was tense, hoping to get "Ripper" out of that old, fuddy duddy exterior he had adopted as one of the Watchers of the Council. However, he looked at his old friend and smirked, knowing that he had got Ripper's attention at last.

"What, no hug? Aren't you happy to see me, Ripper old friend? It's been a very long time mate."

"We're not mates." Rupert Giles growled back at Ethan.

"Ripper, I'm disappointed! Of course we are. We go way back you know. It's a shame what has become of you, but then you're only human."

"If I'm barely human, what does that make you?" Rupert snarled back at Ethan in disgust.

"Ripper, Ripper, Ripper. Come now, can't we talk this over like all times? Surely you must be interested in what I've done tonight."

"*Sigh* I'm surprised that I didn't guess that tonight's chaos was all your doing, before Ethan. This Halloween stunt practically stinks of Ethan Rayne."

"It does, doesn't it old friend? I'm not usually one to blow my own horn, but this night is a work of genius. The very embodiment of 'be careful of what you wish for', is that so Ripper?" Ethan asked even as he smirked, an evil smirk.

Giles in reply could only glare angrily back at his old friend Ethan, before replying

"It's sick. And brutal. And this spell harms the innocent –" Giles said before he was interrupted by the wry Ethan Rayne.

"Oh, and we all know that you are the champion of innocence and all things pure, innocent and good, Ripper old pal. Hmmmmm…. This is quite an act you've got going on here, old man."

"It's no act. It's who I am." Giles replied in response and protest at Ethan's words.

Ethan could only laugh at Rupert's words and glanced back at him in disbelief. Rupert was about to begin another one of his lectures but Ethan managed to get another word in.

"It's who you are? The Watcher? The sniveling tweed wearing guardian of the Slayer and her friends – let me guess, the so-called 'Scoobies'? Oh yes Rupert, don't look so surprised, I know everything thing about you, the slayer as well as her friends. And I know you better than all. And I know what you're capable of."

"You know nothing about me." Rupert snarled back at Ethan.

"But I do Ripper. I know you all too well. The question is, do your young friends know you at all? I think not. They have no idea who you are or where you came from, don't they?"

Giles was starting to clearly get frustrated and feel threatened by Ethan's verbal attack. In some ways he knew that Ethan was right but in others he also knew that Ethan was totally wrong as well. Thinking for a moment, Giles paused a bit before responding with powerful anger instead of bluster, in his voice. It was a tone that the so called 'Scoobies' had yet to hear from the Watcher.

"Break the spell, Ethan. Then leave this place and never come back." Giles warned as he practically snarled at Ethan.

"Why should I? What do I get in the bargain?" Ethan asked even as he suppressed a smirk. He knew that Ripper was just lurking under the surface of Giles' not so calm exterior.

"You get to live." Giles said in a very cold tone of voice which practically dripped liquid nitrogen.

"Oooooooh. You so scary Rupert. But aren't you a Watcher now? Gee, that must be the stuff that nightmares are…" Ethan responded sarcastically in response before he could finish he was interrupted by Giles who had brutally dropped the Chaos Mage with a vicious punch.

Captain America led his group into the warehouse that Willow had spotted further down the street. It was his hope that they might be able to take refuge here, though he realized pretty quickly that the chances of the enemy missing where they had gone to were pretty much next to zero. The group quickly entered the warehouse, with Angel bringing up the rear and entering last. The vampire then quickly slid the warehouse door shut. Captain America saw that the Vampire was trying to barricade the door with odds and ends so he quickly handed Buffy off to Cordelia before heading off and assisting the Vampire in barricading the door.

"Willow! Check and see if there are any other ways in! Go quickly!" Captain America ordered even as he continued to help the vampire.

"Sure, no problem Xander…um Captain America." Willow replied as she went to do as ordered.

"What's going on?" A confused noblewoman Buffy asked.

"Don't worry everything is under control – I hope." Cordelia turned and told Buffy in an attempt to comfort Lady Useless. But even as said this pounding could be heard coming from the barricaded door, which caused the noblewoman to scream in fright again, and started to cling to Cordelia once more.

"Oh crap. More clinging." Cordelia sighed.

The pounding on the door began to get louder and someone or something was starting to jerk at the Warehouse door. Demonic hands were first punching at it and all the group inside could see the large dents being put into the door, before the first demonic fist punched its way through the door and started to tear at it. This was quickly followed by another fist and another one.

"That door is not going to hold much longer. Every one back off into the center of the warehouse, so we can make our stand there." Angel said.

"I'm not sure that's wise. We'll be out in the open with no cover." Captain America argued.

"Do you have a better idea?" Angel asked Captain America with a sigh.

"Sadly, not at this time. Tonight is the first time I've fought demons, vampires and the like."

"Then please follow my lead. You have to trust me on this." Angel pleaded.

"….since I have no choice, very well. But if we get out of this alive, and if any harm comes to the civilians because of you, then I will make you regret it vampire."

"Agreed." Angel said quickly, even as he noticed the door was starting to give way.

The group huddled in the middle of the warehouse, where they could have plenty of room to fight in, in the impending melee that was sure to follow. Captain America and Angel stood in front of Buffy and Cordelia, with Willow standing to one side. While Buffy was clinging ever harder on Cordelia, much to the cheerleader's annoyance, Captain America raised his shield in preparation for the battle to come. Willow noticed this and immediately warned Captain America about the smaller demons.

"Xan…Captain America! Just remember, if we see any so called small demons, chances our they are just small children possessed by their costumes. So please don't…."

"Don't worry young lady. I will endeavor to NOT kill them and to try to minimize harm, as the creatures I have encountered previously this night didn't appear to be much threat."

"Whew…that's a relief." Willow said.

"But what if we encounter the larger demons or these Vampires of yours?"

"Oh you can kill those. They are regular demons or vampires who will be trying their best to kill us or worse."

"I see. But what could be worse than death?" The Captain asked before being interrupted by Angel's shouted warning to the group. Which, didn't really give Willow a chance to explain properly to Captain America.  
>"Here they come." Angel announced, even as the metal door screeched and then failed as the demons slid it open to one side and entered the warehouse, pushing through the hastily erected barricade as if it was only made of paper. The group retreated back a few steps as Spike entered into the warehouse, leading a considerable size group of smaller demons as well as a few regular vampire minions at his side.<p>

"Well look at what we've got here boys? A helpless Slayer and her pitiful band of lost sheep." A cocky Spike announced as he looked upon the group while in his game face. Then he noticed Captain America, in his red, white and blue tights.

"Oi! You are you supposed to be mate? You look like some poof who's escaped from the circus!" Spike sneered even as he laughed evilly.

"My name is Captain America vermin, and you will not harm these ladies. Leave now, before I **END** you." Captain America replied with cold venom in his voice. This cause Spike to pause a bit and blinked before he remembered his sire's insane warning to him.

"_Someone's come to change it all. Someone new. But we must beware of the captain because he will be cross if we try to hurt the slayer." Drusilla had warned him in another one of her insane visions._

"Well, well, well! You must be this Captain that Drusilla was ranting about! You don't really look that much to me, mate!"

"Appearances can be deceiving vampire." Captain America retorted.

"Ha! Not likely this time though! Ha! How is a pounce like you meant to hurt me with a poofy shield like that?"

"You would be surprised…." Angel muttered underneath his breath as he remembered what that shield did to that demon back in Buffy's kitchen.

"Ah, Peeches! What a surprise! Still the Slayer's personal lap dog, I see." Spike sneered at Angel.

"Don't call me that." Angel growled back at his grand childe.

"Well as much fun as this get together has been….well let's just say I've got places to go, humans to slaughter and Slayers to kill, you get my drift Angel?" Spike taunted Angel and Captain America as he smirked, an evil smirk.

"Leave Buffy, alone!" Angel replied angrily.

"For once I'm in agreement with you Angel. You shall not harm Buffy or any of the other ladies under our protection." Captain America boldly told the vampire known as Spike. Spike managed to have a bored look upon his face, before he responded

"You know I'm starting to get bored of your whining you grand poof. As for you , Mr Captain Circus freak, you are just a small annoyance. MINIONS! ATTACK THEM!" Spike ordered and the crowd of mini demons and vampire minions launched themselves at the heroes.

Meanwhile back at Ethan's costume shop…

Ethan wasn't having a good time that he had originally banked upon. He had hoped this little stunt of his would be good enough to attract Ripper's attention. In this goal he had succeeded quite well. Ethan had also had hoped this would be enough to get Ripper back alongside with him and back to their old tricks. In this regard however, he wasn't as successful as he was only too aware that he had failed in this regard. Hence the beating he was currently receiving from Ripper.

Over the last 10 minutes, an angry Ripper had given Ethan a brutal beating. Once Ethan had been knocked onto the floor, the fight had been really one sided. Rupert Giles had managed to 'sink the slipper' into Ethan's ribs on no less than half a dozen occasions, and each kick had been well placed as well as brutal. Ethan knew for a fact that he had a few cracked ribs. Not only that, Ripper had let all his frustrations out, resulting in a few more kicks to Ethan's stomach as well as his head, although Ethan had managed to protect his head with his arms. Said arms were now covered in bruises and would be in considerable pain for weeks.

"*cough* *cough* And you said Ripper was long gone…." Ethan managed to gasp out even as he started to cough up some blood.

"How do I stop the spell Ethan?" An angry Giles asked the brutally bashed Chaos mage.

"I don't know, you say the magic word sesame?" Ethan asked with a sarcastic tone to his voice which only resulted in another swift kick to the ribs by Rupert, causing Ethan to groan in pain.

"HOW DO I STOP IT ETHAN!" Rupert Giles growled in a tone which meant he was deadly serious now.

"Say pretty ple –" Ethan began to say even as Giles stomped on Ethan's right hand, with a result of a sickening crunch that could be heard, even as Ethan screamed out in pain. Two of his fingers were definitely broken now as a result of that stomp.

"HOW ETHAN!" Rupert roared even as he got into Ethan's face and glared at him.

"Janus! Break the statue of Janus!" Ethan finally managed to croak out as he realized his little game was finally up. Giles headed towards the bust of Janus with the intent of breaking it upon the shop store. So intent on the breaking of the bust, Giles failed to notice that Ethan was starting to crawl along the shop floor whilst chanting a minor teleport spell to make his escape.

While Ethan was getting his daylights belted out of him by Ripper, the battle between good and evil in the warehouse continued to rage on. Most of the small demons charged quickly at the heroes, with Angel counter attacking the smaller demons and knocking them to the floor. Captain America stood back in front of the civilians and raised his shield, getting ready to throw it in one of his famous 'boomerang arcs'.

Spike was standing by his two regular vampire minions and looked on amusement to see this so called hero actually wasn't a hero.

"Oi! What kind of hero are you, standing back and letting Peeches do all the work?" Spike sneered at Captain America.

"You don't really have what it takes do you? And to fancy that Drusilla actually warned me about you! Ha! I'm going to snap your neck and then drain these nice ladies! So what are you going to do about that?" Spike asked in an arrogant and superior tone.

"THIS!" Captain America roared as he launched his shield towards Spike. Spike only blinked once as he realized the shield was heading towards his head. In a moment of pure survival instinct, he shoved his two vampire minions in the way of the shield even as he dived out of the way, towards a few crates that were nearby the entrance.

"Oh Bollocks!" Spike cursed even as he saw the shield decapitate his two minions which then promptly turned to dust, before returning to the hands of Captain America.

"You were saying something about what I would do?" Captain America asked Spike even as it was the hero's turn to smirk.

"Oh, Sodding hell!" Spike remarked, even as he managed to dodge yet another shield throw from the Captain.

It was at this point, Giles had managed to break the bust of Janus, which had broken Ethan's spell. Angel was at one moment trying to fend of the small demons and then the next he was surrounded by small, frightened and crying children wanting their mothers. All the small demons had changed back into scared little trick-or-treaters.

"What the hell? Giles must have done it." Angel remarked.

While Angel looked relieved, the man in the Captain America costume paused and started to scream in pain. Something had gone wrong with the magic on Xander's costume. Whether or not it had something to do with the Hell Mouth, or the intervention of one of the Powers that Be, no one would ever know for sure. As a result of a magical backlash, Captain America collapsed in pain on the ground. Spike saw that he now had the advantage and quickly went over to the circus freak and grabbed him by the throat before lifting him in the air.

"Care for round two you circus freak?" Spike snarled at the man you was now suffering from a magical backlash.

"Ahem!" Said a very familiar voice, and a tap on one of Spike's shoulders quickly followed. Spike got a very bad feeling so he released the whelp and spun around, only to get a right fist in his face.

"Hi Honey, I'm Home!" A smiling Buffy taunted Spike, as she was back to her old self, minus the brown wig she had taken off only moments before. After a series of brutal kicks and punches, Buffy manages to send Spike to the ground. Spike starts to crawl away closer to the open entrance even as Buffy stalks the vampire.

"You know what Spike? It's good to be me!" Buffy said even as she prepared to kill the vampire. It was then she heard the voices of a very desperate and scared Willow and a somewhat surprisingly

concerned Cordelia Chase.

"Buffy! Over here! Xander needs help!" Both Willow and Cordelia cried out.

"What?" Buffy asked even as she risked a glance towards her friends. She turned back but saw that Spike had managed to take his chance to run off and escape.

"Damn it." Buffy snarled, before she turned back and rendered her assistance to her friends.


	9. Chapter 9 Consequences

A/N Thanks to all those who have reviewed this fiction – I very much appreciate it. Big thanks to Kamagong for his critique and his advice. Guess I shouldn't have gone to see 'Thor' before starting this fan fiction! ROFL And yes, it does appear my characterization here is closer to Thor here. Hmmm maybe I should have had Xander dressed up as Thor instead…

A/N 2 I will try in the sequel to make the Captain / Xander less pompous and more action oriented, but the overall feel I was trying for here was a combination of the Captain and Xander but I guess it really didn't work. Oh well it's only my second fan fiction – live and learn I guess.

A/N 3 If I have annoyed any other fans of Captain America, I am sorry LOL. It's only my second ever fan fiction so I will use this as a learning experience. Besides it was only a small project of mine meant for fun!

CHAPTER 9 CONSEQUENCES

After the events of the evening and the spell had been reversed through the efforts of Rupert Giles, the members of the 'Scooby' gang all found themselves back at the apartment of the Watcher so they could fill in Giles, of what had happened that evening. Unfortunately, Xander had passed out due to the pain of the magical backlash that he had suffered and so had to be carried by Buffy, who had now regained her own self, as well as her Slayer gifts. Xander was currently lying on Giles' couch, sleeping while being fussed over by a concerned Willow.

"What's wrong with Xander, Giles? I can't bear to see one of my best friends hurt like this." Buffy practically whined to her Watcher.

"I don't know Buffy. Something like this is unprecedented. He should have turned back to normal like yourself and Willow." Giles replied even as he was cleaning his glasses.

"Could it have something to do with the Hell Mouth Giles?" Willow asked, even as she looked away from the peacefully sleeping Xander.

"I'm not sure Willow. It might be possible, but I would have to research it properly." Giles answered.

"And what's up with Xander anyways? The dork looks different now and how the hell did his costume get all torn and ripped like that?" Cordelia added her two cents worth in. The Watcher then took a moment to examine the boy, before he answered the cheerleader.

"Hmmm. It seems to me he's actually grown quite a few more inches than he was. And he seems to have bulked up a fair bit – but for the life of me I have no idea on how any of this is possible." Giles stated as he pondered upon the consequences of Ethan's spell.

"Have any of you suffered any ill effects thanks to the spell of that pillock, Ethan?" Giles asked as he was afraid of his other charges being hurt as well as the boy.

"Well I seem to be okay now Giles, now that I'm no longer lady useless." The Slayer grumbled.

"I have my powers back, and hey how did I lose them in the first place Giles? Isn't the powers all part of me being all Slayery?" A confused Buffy asked Giles.

"I'm not sure for certain. Chaos magic in it's essence is purely, should I dare say it, chaotic and is almost impossible to predict its effects and consequences. Maybe such a spell cast on such a place like the hell mouth contributed as well. Until I get the chance to research it properly, there's no way to be certain. I'm sorry Buffy." Giles explained even as he continued to clean his glasses.

"And what about you Willow? Have you noticed any side effects?" A concerned Giles asked the red head.

"No I'm fine Giles. No more walking through walls and doors and stuff for me anymore. I'm back to plain old Willow." Willow reassured Giles and her friends.

"Hey! What about me! No one is asking if I'm okay! Just look at my costume here! It's not like I'm going to get my deposit back!" Cordelia piped up.

"*Sigh* Are you okay then Cordelia." Giles sighed even as he humoured the girl.

"Fine. Thanks for asking." Cordelia slightly grumbled even as she smiled back at Giles.

"But you weren't even affected by the spell Cordelia!" Willow protested even as she started to get a bit angry at Cordelia's attitude.

"Hmmmp." Cordelia only huffed back at the girl. "I was in much danger as the rest of you tonight you know."

"But…"

"I think we all should take a moment to reflect." Giles interrupted the two girls before they could get into a shouting and arguing contest.

"We were all lucky tonight. It's unfortunate that Ethan Rayne managed to teleport himself away while my back was turned. So we're all going to be extra careful in the future should he decide to return to this cursed place." Giles warned his charges.

"IF he returns, Giles. When I get my hands on him….." Buffy said angrily.

"Yes, yes you will make him pay as you Americans are so fond of saying. But for the immediate concern is to make sure Alexander is okay." Giles said.

"You don't think he's really hurt do you?" Willow asked concerned and sad that her oldest friend could be seriously hurt from the night's magic.

"Probably not Willow. But it's best to make sure and ask him a few questions when he manages to wake." Giles stated to the group.

"If he's hurt Giles, then Ethan answers to me!" Buffy almost snarled.

"And I'll be there to back you up Buffy." Willow agreed.

"Now, now. There's no reason to go out on a limb seeking vengeance. But rest assured Ethan will be dealt with. For tonight I suggest we get some rest. We will all think more clearly in the morning. Why not we catch up tomorrow at the school library tomorrow and we can discuss this further." Giles suggested.

"Yes Giles. And Xander?" Buffy asked.

"I'll look after him here for the night. You lot should all go home and get some sleep."

"And Xander's parents? What do we tell them?" Buffy asked.

"I'll say that he is staying the night over at my place Buffy." Willow answered her friend.

"They know he used to stay over when we were little. Besides it's not like that would really notice him gone anyways." Willow said that last little bit more quietly. So quietly that no one else in the room heard her.

"Very well then. You've all had a big day so I suggest you all get some sleep. Xander will be alright here." Giles said again, even as he turned to Buffy and continued.

"I suggest Buffy that you walk Miss Rosenberg and Miss Chase home so nothing will happen to them."

"Hey! I don't need to be babysat!" Cordelia complained.

"After tonight, do you really want to walk home all by yourself?" Willow asked.

"…" Cordelia had no answer to the point just raised by one Willow Rosenberg.

"I thought so. Let's go Buffy."

"Alright follow me and stick close." Buffy answered as she managed to pick up a sword and axe from Giles' personal armoury before leading the girls back outside to head home.

Rupert Giles awoke up at about 7 am and went downstairs to his kitchen to fix some breakfast for himself as well as Alexander. Once there he noticed that, Xander was already awake and sitting at the kitchen bench reading the comics section of the morning newspaper. Giles knew the lad had a habit of oversleeping, and hoped nothing was truly wrong for getting up early was a bit out of character for the young man.

"Good Lord Xander! Are you alright?" A concerned Giles asked. Xander turned around from where he was reading the comics and replied.

"Yeah I'm alright I guess G-Man…its just…"

"Xander *sigh* I know you were through a lot last night, but do you really need to call me that infernal nickname?" Giles asked with a sigh.

"Yep." Xander replied back to the Watcher with a cheeky grin.

"Well, it seems you are back to you old self again it seems. Do you feel anything different or any side affects from last night?" The Watcher asked, even while still concerned about Xander's taller size and more muscle bulk that he had suddenly gained.

"Well G-M…..eh Giles, it seems that I might still be all Captain America like?"

"Still? But you sound like your usual self Xander. You could elaborate on that? What exactly do you mean?" Giles asked the young man.

"Well, I don't know how exactly, but firstly I feel much stronger than before. Like in Captain America strong."

"Hmmm and how strong would that be exactly? I'm not much of a reader of these comics as you are Xander."

"Well if memory of the comics serves correctly and if I am now physically now like Captain America, I have the agility, strength, speed, endurance and reaction time which is vastly superior to any Olympic athlete who has ever competed. Did you know that Captain America was once able to lift up to 800 pounds?"

"Good Lord!" Giles exclaimed as he started to clean his glasses.

"I'm not sure if I am as strong as Buffy, but I'm pretty sure I now come closer than almost anyone you can name, will ever do."

"Good Heavens Xander, that is truly remarkable if what you say is true. Is there anything else about this Captain America that I should know?"

"Yeah, Captain America really mastered the martial arts of judo and American styled boxing and he has combined these disciplines into his own unique style. Which by the way G-Man I can remember all of his moves." Xander grinned even as the Watcher's jaw dropped.

"I'm not really sure, but I could probably now give the Buffster a run for her money in a fight now." Xander grinned cheekily back at Giles.

"I see but challenging the Slayer to a fight is not really a wise decision Xander." Giles cautioned Xander." I do hope you're not planning anything silly."

"No Giles, but I can really help out now."

"Still Xander, we should be careful and make sure there aren't any ill affects from the spell before we do anything rash. We still need to research this properly." Giles warned Xander.

"*Sigh* I know Giles. It's the memories and dreams that I could do without." Xander sighed.

"Memories and dreams? You mean to say you've got some of this fictional character's memories now?"

"I'm afraid so."

"That shouldn't be possible! This truly is disturbing to say the least!" Giles remarked as he was starting to feel concerned about what has truly happened to Xander.

"Yeah I say, some of the memories aren't nice Giles. It was wartime against the Nazi's after all. And some of the things that the Nazis did and what Captain America was witness to…." Xander trailed off as he started to shudder. The nightmare that he had early this morning and had woken him up wasn't a bit pleasant.

"I know I'm going to regret this, but do you mind asking what some of those things he witnessed were?" Giles asked as gently as he could.

"Well Giles…I don't know how to say this, but Captain America once lead a rescue team to Auschwitz near the end of the war. Some of the vile, evil and murderous things done by those bastard Nazis there…." Xander trailed off again as he shuddered again and could plainly be seen to be crying now.

"GOOD LORD! Xander, I am so sorry…" Giles tried to comfort the boy as he realized the horrors and nightmares that Xander must now be subjected to.

_Curse that bloody wanker Ethan Rayne. Damn him and damn his bloody chaos magic. If I ever see that idiot again, I will kill him! AND IT WON"T BE A QUICK DEATH EITHER!_

Giles was even more furious now at his old friend Ethan Rayne as he was starting to begin to comprend how badly Xander had been affected by Ethan's antics. And to get memories and nightmares of any death camp would be horrible to say the least. BUT to get memories of THAT place…..well Giles was no longer a happy camper. Ethan would suffer badly for this if Giles ever got his hands back on him.

It took a while for Giles to console the distraught teenage boy, and he finally managed to convince him to have breakfast. While Xander was trying to concentrate on eating the cereal that Giles had provided, Giles then went to look for a change of clothes for the boy, as the boy's current state meant that Xander would have nothing that would fit, and Xander now appeared to be ROUGHLY Giles' own size, well at least in height. So Giles went upstairs to look for something suitable.

Giles came back down to the kitchen with a change of clothes, and noticed that Xander had finished breakfast and was now examing the shield that had been part of the costume that he had wore last night. Xander was so engrossed in looking at the shield he didn't realize Giles was back downstairs until the Watcher coughed politely.

"Hey Giles, what's up?"

"I brought you a change of clothes Xander. Judging from your new size, I doubt any of your previous clothes will fit you anymore, and that thing that you're currently wearing is hardly what I call suitable."

"Awwww but Tweed Giles? Do I have to?" Xander whined, though with a weak smile plastered on his face. Giles smirked before answering back to the teenage boy.

"Just think of it as punishment for all those times you called me by that infernal nickname. And I think that you would look absolutely smashing in Tweed." Giles joked as he was trying to cheer up the troubled lad.

"But Giles!" Xander protested even as he began to smile a little bit brighter than before.

"Please get changed quickly Xander and we will now head off to school. I hardly need to say it but please leave that plastic prop here. It really doesn't belong at school."

"Ah Giles, there's just one small problem…" Xander said a bit nervously.

"And what may that be?"

"The shield is not plastic. It's remained real."

"A real shield? I suppose it might come in handy with Buffy's duties, but I don't see how one shield can change things all that much." Giles said before he was interrupted by Xander.

"But Giles! It's Captain America's shield. From what I can recall, the shield is made up from a special metal-ally…..

"Metal Alloy, Xander." Giles corrected.

"Okay. Metal Alloy. A very unique Metal Alloy called Vibranium-Adimantium."

"Vibranium-Adimantium? I've never heard of it."

"I don't think it really exists in this world Giles. At least, not until now."

"And what is so special about this Vibranium-Adimantium?" Giles asked.

"Well accordingly to the comics the Vibranium-Adimantium makes Captain America's shield virtually indestructible. It's resistant to penetration, temperature extremes and all manner and types of radiation."

"Good Lord! I can see that this shield is not exactly your normal shield then!"

"Yes. The shield has great aerodynamic properties: it is able to slice through the air with minimal wind resistance and deflection of path. Its great overall resilience, combined with its natural hardness, enables it to rebound from objects with minimal loss of momentum."

"Oh dear. Then this shield could be used as a deadly weapon."

"Yes. In fact when I was possessed by Captain America, the Captain dusted no less than three vamps and one demon with it."

"Good Lord! Then you better leave it here so it will be safe. The last thing we need is for some demon or vampire to get their hands on it."

"Yeah. That would be of the bad." Xander agreed with Giles quickly.

"Very well, then. I will secure this shield in my armoury while you go change quickly. We will then head to the school library to meet up with Buffy and Willow, then go over last night's events."

"Sure thing, G-Man!"

"Xander?"

"Yes Giles?"

"Don't call me that."

But unknown to Giles, Xander or the rest of the Scoobies, one Alexander Lavelle Harris wasn't the only one to suffer the consequences from the spell cast by Ethan Rayne on that fateful, Halloween Night. One Warren Mears, who was a year or two above the Scooby gang, was currently cursing the misfortune that had be felled him that night, with the freaky changes that had now affected his body seeming to be permanent. Warren Mears was now looking into his personal mirror and was silently cursing his luck. He had grown taller by a large amount, more than what was normal and had put on some muscle. In fact, he had put on A LOT of muscle. But those facts were NOT the ones that were so freaking him out. No it was in fact that when he looked at his reflection in the mirror, a man with a fiery looking **RED SKULL** for a head, was looking back at him.

**THE END….OR IS IT?**

**A/N Sorry folks but this is where I planned on ending this particular fiction. And in the immortal words of Bugs Bunny – AIN'T I A STINKER! Lol**


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